USE OF SOURCE CODE. Legato hereby grants to CaminoSoft a non-exclusive and (except as provided in Section 19.1 hereof) non-transferable license to use the Source Code to create CaminoSoft Derivative Works and to support Resellers and End-Users.
USE OF SOURCE CODE. As used in this paragraph, “Recipient” shall mean (a) Radiant with respect to the Source Code delivered pursuant to the Escrow Agreement or otherwise received by Radiant pursuant to Section 12 (collectively, the “Escrowed Code”) and the POS Management Module, and (b) Enterprise with respect to the Epsilon Code; “Producer” shall mean (x) Enterprise with respect to the POS Management Module and the Escrowed Code, and (y) Radiant with respect to the Epsilon Code. All Source Code with respect to the POS Management Module, Epsilon Code and Escrowed Code (as used in this paragraph, as the context dictates, the “Applicable Code”), and all copies thereof, shall be stored by the Recipient in a limited access locked container, may be accessed by and disclosed solely to employees of the Recipient who have a need to use it as provided above and who have agreed in writing to be bound by the provisions of this Section 4.4 (“Authorized Programmers”), and may be used by the Authorized Programmers for the sole purposes expressed in Section 4.4(i) or 4.4(iii) above, in the Escrow Agreement or as otherwise permitted by Section 12, as applicable. Recipient shall keep an accurate and daily log of all users of the Applicable Code, which log shall contain the names of the Authorized Programmers using the Applicable Code, the date and time of such uses, the purpose for such uses and a description of the modifications made to the Applicable Code, if any. All Authorized Programmers shall be informed that the Applicable Code constitutes the confidential trade secret of the Producer. All use of the Applicable Code shall be conducted on equipment that cannot be accessed by means of a remote terminal or information net or network, and shall be conducted in a limited access secure location. Recipient shall, and shall cause its employees, including the Authorized Programmers to, treat the Applicable Code as confidential and secret, and neither Recipient nor any of its employees shall disclose or otherwise make available the Applicable Code or any portion thereof to any other person or entity. Recipient shall immediately notify the Producer in the event that all or any part of the Applicable Code is stolen or accessed by anyone other than an Authorized Programmer, use efforts to contain and mitigate the damage that may be caused by such acts and pay all costs and expenses incurred by the Producer in the Producer’s efforts to contain and mitigate such damage. Recipient further agrees not t...
USE OF SOURCE CODE. In the event Customer obtains a copy of the source code pursuant to Section 23.4 above, Customer (or its designee) shall use the source code during the term of the license granted herein solely for Customer's own internal processing and computing needs and to process the Customer Data, but shall not (1) distribute, sell, transfer, assign or sublicense the source code or any parts thereof to any third party, (2) use the source code in any manner to provide service bureau, time sharing or other computer services to third parties, or (3) use any portion of the source code to process data under any application or functionality other than those applications or functionalities which were being provided by M&I to Customer at the time Customer became entitled to receive a copy of the source code.
USE OF SOURCE CODE. Sagent shall use the Source Code under carefully controlled conditions in accordance with and for the limited purposes of this Agreement, and to inform those employees who are given access to the Source Code by Sagent that such materials are confidential and proprietary information of Abacus and disclosed to Sagent as such.
USE OF SOURCE CODE. PIRANHA'S use of the Source Code shall be subject to the terms, conditions and limitations contained in the Agreement.
USE OF SOURCE CODE. Upon the occurrence of a Release Condition (or any other release conditions that may be specified under this Agreement), County will, upon payment of the duplication cost and other handling charges of the Escrow, be entitled to obtain a copy of such source code from the Escrow. County shall be entitled to use the source code as needed to remedy the event of release and mitigate any damages arising from such event. Such use will include, but is not limited to, County’s right to perform its own support and maintenance and alter or modify the source code. The Escrow’s only responsibility will be to use its good faith efforts to cause a copy of the source code, in the form as delivered by Contractor, to be delivered to County at the appropriate time. Nothing herein relieves Contractor of its obligation to provide maintenance and support as provided in Exhibit A (Statement of Work), Appendix E (Schedule of Maintenance) of this Agreement.
USE OF SOURCE CODE. TAL shall, if requested by Archipelago, provide personnel from the Development Team, or other TAL employees assigned to assist the Development Team, to train persons designated by Archipelago in the use of the Source Code, provided that any such training in the use of the Source Code shall not exceed four (4) months in length unless mutually agreed by Archipelago and TAL. Training shall occur at TAL’s principal office location, or at any other location reasonably requested by Archipelago. If training is at any other location, Archipelago shall reimburse TAL for reasonable out-of-pocket expenses for travel and living required for such training. The training period shall begin as soon as reasonably possible after request by Archipelago and shall last as long as reasonably requested by Archipelago and for so long as this Support Agreement is in effect and Archipelago continues to pay the fees required under this Support Agreement.
USE OF SOURCE CODE. Upon delivery of the Source Code to Motorola, Motorola agrees that its use (and modification, as required) of the Source Code shall be strictly limited to the support, maintenance, and use of the Products as previously supplied by the Company under the Agreement. Without limiting the foregoing, Motorola shall not duplicate, sell or license the Source Code to others or market the Source Code in any manner.
USE OF SOURCE CODE. If Vendor fails to provide support for the Software in accordance with any maintenance agreement between the Parties due to insolvency, abandonment of licensing or supporting the Software as a line of business, or otherwise, (a) Exelon may access and use the Software’s Source Code, applicable compilers, and other information and tools necessary to modify, upgrade, improve, or create derivative works from, the Source Code, either directly from Vendor or through the third-party escrow agent, as necessary for Exelon to make continued use of the Software in its business, which access and use will otherwise be governed by the terms this Agreement and by the Escrow Agreement, and (b) the License will be deemed to have been automatically amended to include the right to modify, and to authorize a third-party to modify on Exelon’s behalf, the Source Code as provided herein. Exelon’s use of the Source Code under the terms of this Section 10.2 shall not constitute a termination of this Agreement.
USE OF SOURCE CODE. In the event of any such release event, Customer shall have the right to modify, or engage third parties to modify on Customer's behalf, the Source Code in order to use the ChannelPoint Software in a manner consistent with the license granted in the Agreement to which this Exhibit is attached, , provided that such use is within the scope of the functionality for the Releases of the ChannelPoint Software delivered to UHS pursuant to such Agreement, and any additional design changes that have been mutually agreed to by the parties. Customer may make no other use of the Source Code, and such Source Code shall remain the Proprietary Information of ChannelPoint, provided that Customer shall have no obligation to provide or otherwise permit ChannelPoint or any third party to use any modifications or Derivative Works of the ChannelPoint Software created by or for Customer using the Source Code. Release of the Source Code to Customer shall in no way affect Customer's or any Internal End Users' or External End Users' ability or right to use and access the ChannelPoint Datacenter, or the Customer Network via the ChannelPoint Datacenter; provided that Customer will pay new business acquisition fees and monthly maintenance fees in accordance with the terms of this Agreement for the time during which ChannelPoint maintains, at Customer's request, such ability or right to use and access the ChannelPoint Datacenter or the Customer Network via the ChannelPoint Datacenter.
